Intellectual property allocation is a central issue in Bulgarian IT structuring, particularly for software development and product companies.
The default legal framework is governed by:
- Bulgarian Copyright and Related Rights Act
- EU copyright directives (harmonised regime)
Copyright in ICT context (software, code, databases):
- Software is protected as a literary work under copyright law (not patentable “as such”).
- Protection arises automatically upon creation – no registration required.
Core principle:
Where software, code or database is created by an employee within the scope of employment duties, the employer automatically acquires economic rights, unless otherwise agreed.
This means:
- IP created in employment generally belongs to the employer
- No automatic need for separate assignment agreements (in employment context)
- Moral rights remain with the author (as in most EU jurisdictions)
For non-employment relationships (e.g. contractors):
- IP must be explicitly assigned via written agreement
- Lack of explicit assignment can create ownership risks
Key IP structuring tools used in practice:
- Employment IP clauses (standardised in contracts)
- Assignment agreements for contractors and freelancers
- Confidentiality and trade secret protection clauses
- Non-compete clauses (permitted but subject to reasonableness and enforceability standards)
